The Amazing Star-Spider
by venom rules all
Summary: This is my own alternate Marvel universe and this story is about my own spider character, its not Peter Parker, her name is Teresa Alovi The Amazing Star-Spider and this is her life. Rated T for safety
1. Chapter 1

**The birth of a heroine.**

Teresa Alovi a 15 year old high school student, she is kind of slim has dark purple hair that ends just above her shoulders and light blue eyes, she had just finished school and was on her way to meet her best friend Ayla, she could hear the boys asking her to show them her body but she ignored them, they had been at it for as long as she could remember but she was just to used to it than to care anymore, funny because of that several of the boys has stopped harassing her.

The girls however was still at it the worst one was Kate, she was always teasing Teresa about how undeveloped her body was, and ignoring Kate was next to impossible.

Ayla was a little taller than Teresa, she had long red hair and dark green eyes, she was known for being the schools anti-bully, she was strong and did not hesitate to punish anyone who was mean to others.

Teresa saw Ayla waiting at the school gates she called out to her and both started to walk of, Ayla wanted to show Teresa the new lab at New York University.

When they got there Teresa looked around the lab really impressed "Wow, this is awesome, but what's the deal with all the spiders?".

"They have found some of the rarest spiders in the world, they are planning to use them to create a cure for all the world's most lethal diseases, however one is missing" Ayla explained.

Then Ayla got a call she needed to take and told Teresa she could look around, Teresa continued to look at the spiders but was unaware of one that fell down from the roof and landed on her shoulder, the spider crawled up to her neck and bit her.

Teresa felt the bite and brushed the spider away before grabbing her neck, she felt dizzy and started to stumble around breaking a few things in the lab before she fell to the floor, the last thing she heard was Ayla screaming her name before she lost conscious.

When Teresa woke up she was laying on a couch in one of the break rooms, Ayla saw her wake up and immediately ran up to her and with alot of worry in her voice she said "Teresa are you ok?".

"I'm fine i just felt a little dizzy" Teresa answered, the truth was she was better then fine, she felt a lot stronger than before "Well i better get home or mom will give me a hard time again".

Teresa lived with her mother Maria, she has a 5 years older sister named Carin but she moved out 2 weeks ago.

When Teresa got home she immediately felt her mothers arms around her, then her mother said "Teresa are you ok? Ayla called me before and told me you fainted"

Teresa looked at her overprotective mom and said "I'm fine mom, i just had a very stressful day" she didn't want to tell her about the bite.

Maria sighed and said "Well, then you need to rest, go to bed" Teresa was about to protest but Maria stopped her "Don't argue with me young lady, you are lucky i'm not calling an ambulance".

Teresa sighed and went to her room yes she loved her mother but she could be too overprotective sometimes.

When Teresa got to her room she took of her shirt leaving her in her bra but then she looked at her mirror and what she saw made her eyes wide with shock, her muscles had grown, she even got abs, what happened to her after she was bitten by that spider?

Next morning Teresa entered the school, she was on her way to her locker until she felt a tingle in her head before she was pushed against the lockers by her tormentor Kate.

Kate was a tall girl with long brown hair and brown eyes, she was the most popular girl in the school and Teresa was her number one victim to bully.

Kate smirked and said "I heard you fainted yesterday Teresa, it's probably because you aren't eating enough which might also be the reason your body is so undeveloped, i mean look these small puppies they need to be fed".

To prove her point Kate actually touched Teresa's right breast, Kate had bullied her for years but what she did now was by far the worst.

In rage Teresa put her hands on Kate and yelled "STOP" then she pushed Kate sending her flying in to the lockers on the other side.

Everyone was shocked but not as shocked as Teresa herself, she ran out of the school noticing that she was alot faster than before as one of the other bullies tried to follow her on a bike but Teresa managed to out run it.

Teresa got to an Oscorp construction site, the workers weren't there that day, Teresa leans against a wall thinking of everything that has happened ever since she was bit by that spider, she looked at her hands and then at the wall, she put her hands on the wall and to her surprise she was able to stick to it and climb.

Then she jumped which also surprised her as she jumped over the entire roof, she then looked at a crane and at her wrist, she aimed and did a motion with her fingers making a webline fly out of her wrist.

Teresa spent the rest of the day testing her new abilities, she found out that she had gotten a lot stronger to the point that she could bend metal like it was nothing, she really enjoys swinging around it felt like she was flying and she had also discovered that she had gotten a extra sence which allowed her to swing without having to look where she shot her webs.

When Teresa got home it was late, the moment she got inside her apartment her mother showed up and yelled "Where have you been all day" her voice was filled with anger and worry.

"So you heard what happened at school?" Teresa said.

Maria nodded and said "Yesterday you fainted, today you fight in school then you skip school and then you come home much later then you are supposed to, you're not taking drugs are you?"

Teresa's eyes grew wide and then she said "No, how can you even think that?".

Maria grabbed her and said "Listen to me Teresa, you may think you have grown up but you are not an adult, the older you get the more responsibility you get, and every person must honor their responsibility, that's why i cant have you running out late".

Teresa smacked her mother's hand away and yelled "So a part of your responsibility is to accuse me of taking drugs? You are too damn overprotective, i may not be an adult but i'm not a little kid either, so stop trying to control my life" with that said Teresa turned around and ran out her mother shouting her name after her.

"Oh my god, what have i done?" Maria said before quickly grabbing her jacket and put on her shoes and went out looking for Teresa, she called Teresa's name many times but unknown to her Teresa had climbed up on a roof to hide from her.

Later Teresa was walking down the street then she saw someone steal Kate's bag, the thief was running towards Teresa and she could have stopped him but right now she just wanted revenge for everything Kate did to her so she just stepped aside and let the thief escape.

"Thanks kid" The thief said as he continued running.

Teresa walked a few steps then she suddenly heard a gun shot, she ran towards that direction and what she saw made her heart shatter.

"MOM" Teresa yelled running over to her mother who had been shot in the chest.

"CALL AN AMBULANCE" Teresa yelled "SOMEBODY HELP".

"Te…re…sa" Maria said while weakly putting her hand on Teresa's cheek.

"Hold on mom the ambulance will be here soon" Teresa said but it was to late, her mother died in her arms "Mom…Oh god no mom, mom, MOOOOM" Teresa cried while hugging her mother's dead body "NOOOOOOO".

Later that night Teresa was in Carin's apartment, Teresa was hugging her older sister while they where talking with the police who held up a picture and said "Do you know who this is?"

Teresa's eyes grew wide, it was him, the thief that stole Kate's bag, she could have stopped him, if she had then her mother would still be alive.

"Who is he?" Teresa asked with anger in her voice.

"His name is Roderick Kingsley, we have been chasing him for awhile now, but he always manage to slip away" The police answered.

With her mother dead Teresa was allowed to live with Carin, Teresa was sitting in her room thinking of what her mother told her about responsibility, she swore she would honor her responsibility and she will find the man that took her mother from her.

During the next several days Teresa was working on her suit, in the end she was finally done with her dark red and black suit. (It looks like the superior spider-man suit except the red part is alot darker).

Later she took her first swing tour through the city with her suit on while thinking _'I will protect the innocence no one will die if i have anything to say about it, you better say your prayers Kingsley, because STAR-SPIDER is after you'._

Then she did the classic spider-Man swing pose, that day marked the birth of the amazing STAR-SPIDER.

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I hope you like it


	2. Chapter 2

**Filler chapter**

**This will be about me explaining my characters, in my first chapter someone pointed out that my characters lacked background and show, i appreciate you for telling me that so i hope this fixes it.**

**Teresa Alovi A.K.A Star-Spider**

Teresa lived with her mother and older sister (Before she moved out) her father died when she was too young to remember. Unlike Peter who the bullied by being beaten up, Teresa was harassed a lot by the boys and even the girls because of her small body (she is about 160.02 centimeters tall but she was also very skinny),her personality is similar to Peters but she is also very shy sometimes, except towards those she knows then she likes to talk alot and crack jokes, after she got her powers she and her mother fell in to a bitter argument, when her mother accused her for taking drugs Teresa was alot more hurt than angry that the person she loves the most would even think that, after her mother was killed by the thief Teresa chose not to stop she was almost consumed with guilt that she didn't stop him and by the fact that she spent the last moments with her mother arguing with her, so she decided to honor the responsibility her power has given her and became the Amazing Star-Spider.

**Ayla Movelon**

Teresa's best friend, Ayla is known as the Anti-bully girl if she sees anyone being bullied she won't hesitate to punch them, one exemple was during the day she and Teresa first met, she saw Teresa being harassed by two boys and the first thing she did was punching one of them in the nose almost breaking it and kicked the other in the chest, it helps that she has 8 years of martial art training behind her. She often gets detention for doing so but to her it's a small price to pay for keeping the school bully free, after that Ayla and Teresa became best friends.

**Kate**

Kate is still a work in progress.

**Carin Alovi**

Teresa's older sister she's a head taller than Teresa, she got short dark red hair, i'm still working on her so thats all i can tell you for now.

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I hope that clarifies but if not then i will be more clear in my future chapters.


	3. Chapter 3

**A bully's apology.**

It took a whole week before Teresa was willing to go back to school, Ayla had been visiting her nearly everyday since her mother died to make sure she was ok, but this day Ayla was not in school because she was down with a nasty cold.

Teresa entered the school, she noticed that everyone was looking at her differently, some with pity, some with sadness, some with regrets.

Later Teresa was sitting on a bench a bit away from the yard, the traumatizing images of her mothers dead body was still going through her head.

'_If i just had done something'_ Teresa thought.

"Teresa" a familiar voice said, Teresa looked up and saw Kate standing in front of her.

"Not now Kate" Teresa said almost sounding angry.

Kate sighed and said "Don't worry i just want to talk, i heard what happened".

Teresa glared at her and said "Oh so now you are her to pity me? Or maybe you are here because you feel guilty that my mother needed to die for you to realise how much you have hurt me through the years?".

Kate sat down next to her and said "Well you are right on one part, i do feel guilty for how i treated you, but i'm not her just because of that, i'm here to tell you the truth about why i was bullying you".

Teresa looked at Kate curious as she said "The real reason i bullied you was not because of your body, the reason i bullied you was because… is was jealous of you".

Teresa looked at Kate confused before she continued "My mother died from illness when i was 5 years old, after that my father started to drink alot and each time he was drunk he would always beat me out of frustration, that went on for a whole painful year before someone caught him beating me and called the police. When he was put in prison i was allowed to live with my only true friend, but despite that i still feel that my family had been destroyed which led me in to develop a huge jealousy of those that still had a loving family while i lost mine".

Kate took a deep breath before she continued again "When i heard that your mother was killed by the same man that stole my bag, i now i realize better than i ever did, that just because i lost my family i had no right to take my anger out on others that still had one, i feel like a real asshole now that your mother needed to die for me to finally realize that fact".

Kate looked at Teresa and said "I really am sorry for what i have done to you Teresa, i dont expect you to forgive me, i don't deserve your forgiveness but i want you to know that i will never bully anyone again, we both have lost precious people, i'm really sorry about your mother".

Kate was surprised when Teresa suddenly hugged her and was crying in to her chest then she heard her say "I forgive you".

Those words made Kate start tear up before she hugged her back and said "From now on, no matter what, i will always be by your side".

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Sorry that this chapter was so short but this was a very emotional scene to me so i felt it deserved its own chapter, and i thank one of my reviewers that gave me suggestions for Kate.


	4. Chapter 4

**First Villain.**

2 weeks has passed since Teresa's mother died, during that time she had been stopping several criminals around the city, but she still haven't found the one she is looking for.

Roderick Kingsley, the man that murdered her mother was still out there, she learned that he was a arms dealer but she hasn't been able to track down anyone that would know where he is.

Teresa started to lose hope of ever finding him, she was often listening to the police radio thank to the spider tracers she made a few days ago, but so far no news about Kingsley.

Teresa walked in to the kitchen and saw her big sister Carin getting ready to go to her work at Oscorp.

"You are of early" Teresa said.

"Yeah someone called in sick so they need me to take his shift, i wont be back until late at night so dont stay up and wait for me ok" Carin said.

"Ok, have a good day" Teresa said giving her sister a goodbye hug before she left.

Teresa sat down on the couch and turned on the TV to watch the news, she heard the reporter say "This Whitney Chang, the rumors about the mysterious vigilante dressed in some kind of spider costume has been growing, the police has no comments on these rumors, further news the police have located the tech that was stolen from Oscorp last week, they have tracked it to an old abandoned warehouse but are pinned down by heavy weapons".

These news caught Teresa's full attention, the news helicopter zoomed in on the action so Teresa was able to get a closer look on the weapons.

'_Those weapons are way more powerful than what the criminals usually have, maybe this is Kingsley's doing, this could be my chance to pick up his trail' _Teresa thought, she quickly turned off the TV and got changed to her Star-Spider suit and started to swing towards the location.

When Teresa got there she landed on a roof and studied the situation.

'_Ok spider sense do your thing' _she thought before focusing on her spider sense _'Wow, i can sense that it is at least 30 of them in there, these are not just any other criminals, they are a gang, it has been alot of them in the city lately, i have to stop them before they kill some one'._

Teresa entered the building, she took down the 10 gunmen by using stealth, then she went down to the basement where the rest of them where.

She landed in the middle of the group and joked "Hello there, i just moved in and was wondering if i could borrow a cup of sugar and maybe break your faces".

They surrounded her, then a female member of the gang said "Don't worry, we can give you plenty of sugar after we have broken your face".

"Brrr, you made it sound very disturbing" Teresa said as she got ready to fight.

Fighting them was not that hard, Teresa just danced circles around them, punishing some of them, kicking a few and tricking someone to hit their own teammates.

After the fight Teresa stood and said in a darker voice "Star-Spider wins flawless victory".

Then she saw one of them was still conscious so she went to him and said "Listen if you know anything about Roderick Kingsley you will tell if you want to keep your teeth".

"I know who he is but i have never meet him, you are gonna have to ask our boss for better info" the man said.

"And who is your boss?" Teresa asked then her spider sense started to tingle before she was hit by some thing that sent her in to a wall.

"That would be me" a voice said, Teresa looked up and saw a man dressed in a brown leather jacket and underneath it a black and yellow costume, he also had a pair large metal gauntlets on his hands.

"So the rumors are true, there is a vigilante in town, however you picked the wrong gang to mess with little girl" The man said.

Teresa stood up and said "And who are you?".

The man charged up his gloves and said "The name is Herman Schultz, but you can call me, **THE SHOCKER**" then he unleashed the blast.

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I hope you like it, i promise i will try to go in to more details when she fights him.


	5. Chapter 5

**Star-Spider vs Shocker.**

Teresa was sent through the wall by the blast and ended up in the back yard of the warehouse, she got up slowly as Shocker walked out of the building.

"What are those things" Teresa asked

"Oh you mean these babies" Shocker said showing his gauntlets "I call them 'vibro-smashers', they can project a concentrated blast of compressed air that vibrates at an intense frequency. A hit from them can turn a humans bones into dust, so i'm amazed that you are even standing after taking 2 hits".

"And you are using them as weapons? Come on just think of the milk-shakes you could make with them" Teresa joked but then thought _'Having said that though, those things packs a punch, i better avoid getting more hits from them'_.

Shocker continued to send blast towards Teresa who barely managed to dodge them, she jumped at Shocker from behind and grabbed him in a hold (You know when you grab under someones arms and put your hands behind their neck? That hold).

"Ok Herman, give up before i-i-i-i-i-i-i-i-i-i-i-i-i" Teresa was unable to finish before Shocker's whole body started to vibrate forcing her to jump of.

'_It feels like i went through the world worst roller coaster, i think i'm gonna throw up' _Teresa though holding her belly.

Then she got blasted again by Shocker and was sent i to a wall, Shocker walked up to her and said "I want you to know i'm not big on killing a kid, but i have had enough of this, it's time to finish it" then he grabbed her head with both his gauntlets and started to vibrate her head which made her feel alot of pain.

'_I got to do something fast or my brain will become mush' _Teresa thought, she grabbed his gauntlets and started to squeeze them until they broke making him let go.

"WHAT HAVE YOU DONE? NOOOOOOOO" Shocker screamed as his gloves exploded, when the dust settled Shocker was lying on the ground, his suit completely trashed.

Teresa grabbed him and said "Listen carefully Herman, i know some low life punks like you couldn't possibly steal this tech from Oscorp without help, did Roderick Kingsley help? If he did how do i find him? Tell me or you wont be able to walk for a year".

"I don't know where he is, he is the one that calls us to check if we have a job for him, he uses a different phone each time, how else do think he has managed to dodge the police for so long?" Shocker said.

Teresa cursed under her breath, then she heard the police closing in, she webbed up Shocker before she left him for them.

Teresa was heading back to her apartment very disappointed _'All that just to run in to another dead end'_.

When she got back she decided to take nice long shower. She left her suit in her room before she went to the shower. She took of her underwear and stepped into the shower, the hot water water stung against her bruised up body, Shocker had given her severe beating.

When she was done she wrapped a towel around herself and went out, then she heard a voice say "Teresa, you are still up?".

Teresa jumped a little making her drop her towel, she looked and saw Carin standing there with wide eyes.

"My god Teresa what happened to you?" Carin Asked when she saw all the bruises on Teresa's body.

Teresa needed to come up with a excuse fast "Well i kind fell down the stairs" Teresa said rubbing the back of her head.

Carin shook her head and said "What am i going to do with you, well put something on and get to bed, even though you are my sister seeing you naked like that is still uncomfortable".

Teresa blushed and hurried up to say goodnight and went to her room, she put on her night clothes and layed down on her bed

'_I know you are out there Kingsley, and i will find you' _Teresa thought before she fell asleep.

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Hope you like it.


	6. Chapter 6

**The secret mastermind.**

Roderick Kingsley was walking into a room, inside the room was a black dressed man sitting behind a desk.

"The plan worked boss, but we got a little problem" Kingsley said.

"I know, giving those weapons to Schultz was just to distract the police from my business, however i did not count on that the vigilante would get involved" The man said as he picked up a suitcase that was full with money.

Kingsley took the case and asked "So what do you plan to do about her?".

The man put his hands together and said "She seems to be after you, but that doesn't seem to stop her from taking down every criminal she finds, so it's only a matter of time before she interferes with my plans, which means that larger distractions are in order".

"I wonder what i could have done to her to make her so mad at me, from what i have heard from the few people that has gotten away from her she sounds like she wants to kill me" Kingsley said.

The man looked up and said "Don't know, but i would suggest you lay low for a while".

Kingsley nodded and began to walk away, but then he stopped and asked "By the way i did not catch your name".

The man said "I'm not crazy enough to tell my real name to anyone, but since i might need your help again in the future i should give something to call me".

The man looked up revealing that he wore a black mask under his hat "You can call me. **The Crime-Master**".

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Sorry that it is so short, i only made it to introduce one of the big villains of my story. I bet you did not expect to see Crime-Master did you? Lol tell me what you think.


	7. Chapter 7

**New friend new enemy.**

Teresa entered the New York university to meet Curtis Connors for a special experiment, he said that he had figured out something incredible.

She entered a lab where her one arm friend stood, he looked at her with a smile and said "Hello there Teresa, how are you holding up?".

Teresa returned the smile and said "Well i'm as good as can get".

"Good" Connors said but then his smile disappeared "I can't say this enough, i'm really sorry about your mother Teresa, she was an amazing person".

Connors and his family has always been close friends of Teresa's family, when they heard what happened they helped organize the funeral.

Teresa gave him a sad smile and said "She was the best, i just wish that i didn't spend our last time together arguing with her".

There was a moment of silence until Connors spoke "Listen Teresa i did not call you here to make you feel sad, i have discovered the most unbelievable thing you can imagine".

Teresa looked at him and said "Yeah you sounded really excited on the phone so what is it?".

"You do know that some reptiles have the ability to regrow lost limbs right?" Connors said Teresa nodded "I have figured out a way to transfer that ability into humans".

Teresa's eyes went wide, then she said "That's impossible, how did you do it?".

"By harnesing their D.N.A" Connors said holding up somekind of green serum "it's almost ready to be tested".

Teresa looked at him a little worried and said "I'm not sure testing it on a human is a smart idea".

Connors chuckled and said "Don't worry i'm not that crazy, i will test it on one of my lab rats first".

Teresa smiled then she looked at the clock "Oh crap i'm gonna be late for school, i'll come back later to see how it goes bye Curt".

When she got to school she still had 10 minutes to spare _'Web swing i love you'_ she thought, she was happy that she had learned to swing so well, remembering the first time she tried she crashed head first into a barrel.

After school Teresa was on her way back towards the university, until she saw a gang of russians trying to break into a building.

She webbed them up easily enough but then she heard a voice behind her "Impressive Star-Spider".

Teresa quickly turned around and saw a women sitting there, she had long light brown hair which was styled in a pony tail and she wore a brown shirt and brown shorts, that looked like something a jungle hunter would wear.

"Who are you? Are you their leader?" Teresa asked ready to fight.

The woman laughed and said "I am russian, but i'm not with those filth, My name is Rena Raminoff" (She is my character).

"Rena Raminoff? You wouldn't happen to know the reality show star Sergei Kravinoff?" Teresa asked.

"He is my older cousin" Rena answered.

"That makes sense, now what do you want?" Teresa asked.

Rena smiled and said "I offering you my help".

Teresa did not expect that "Help me with what?".

Rena got up and said "I have been watching you for awhile now, i can teach you how to become a true hunter like me, i can help you find the man you are looking for, i can help you find Kingsley."

"How did you know that i was after him?" Teresa asked suspicious.

Rena smiled again and said "isn't he the one that killed your mother, Teresa".

Teresa went in to a fighting stance and asked "How did you know my real name? Just how long have you been watching me?".

"Calm down kid i simply watched you from the distance and followed you to your home, after that i listened to you and your sister and thats how i found out, i just wanted to know the name of my future apprentice".

Teresa did not trust her and said "I don't remember accepting your offer".

Rena smiled and said "You don't have to decide now, just remember if a normal human like me was able to stalk you without you noticing, just imagine what you could do with that skill".

Then rena threw a card to Teresa who looked at it "Should you choose to accept my offer then that's where you will find me, think about it" when Teresa looked up Rena was gone.

'_She does make a good point but can i trust her?' _Teresa thought_ 'Well right now i need to go back to Connors'._

When Teresa got back to the university she was shocked to see that the lab was destroyed.

"Connors, are you ok?" Teresa called out, but then she heard something that sounded like a hiss.

Then suddenly something jumped out from nowhere making Teresa fall down on the floor, she looked up and what she saw made her eyes wide with fear, it was some kind of creature.

The creature was nearly twice her size, it had green skin, a long tail, a short snout and a mouth filled with large sharp teeth.

But something that really caught Teresa's eyes was that the creature wore a lab coat and on the lab coat was a name tag, Teresa eyes went wide when she read the name on it.

"Connors".

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Cliffhanger lol tell me what you think.


	8. Chapter 8

**Decision made.**

Teresa looked at the monster in front of her that looked like it has crawled out of a horror movie, she still found it hard to believe that the creature in front of her was her friend.

"Connors, is that you?" Teresa asked with fear in her voice, praying that this was just a bad dream.

"I am not that weakling Connors anymore, i'm **The Lizard**". The creature answered with a dark slimy voice.

"Don't tell me that you tested the serum on your self?" Teresa asked trying to keep as calm as she could.

The Lizard smirked and said "Yes and now i have been reborn, but don't worry you will be reborn too".

The Lizard grabbed Teresa and held her up, she saw that he held more of the serum in his other hand which made her yell "NO CONNORS DON'T".

But just as The Lizard was about to inject Teresa with the serum a cop showed up and started to shoot at him and also managed to hit the serum, in rage The Lizard threw Teresa at the cop before jumping out the window.

"Are you ok?" the cop asked putting her hands on Teresa's shoulders who was shaking in fear.

Teresa looked at the cop, it was a woman who looked like she was in her early Thirties, she had blonde hair and blue eyes, in short she was beautiful.

"I'm fine just a little shaken up" Teresa said.

"Do you know what happened here?" The cop asked.

"It's hard to explain" Teresa said still a little shaky in her voice.

The cop sighed and said "Alright i will take you home so you will have a chance to calm down, but when we get there i'm gonna need some answers".

Teresa nodded and followed her to the police car, when they were on their way back to Teresa's apartment the cop asked "What is your name kid?".

"Teresa Alovi, and i'm not a kid i'm 15" Teresa answered making the cop chuckle.

"What's your name?" Teresa asked.

The cop gave her a warm smile and said "My name is **Gwen Stacy**".

2 days has passed and Teresa had not found a trail of The Lizard, she was getting worried that she would not find him in time, but then she remembered Rena, she looked at the card that Rena gave her and decided to go and find her.

The card led her to an old house that was supposed to be abandoned, Teresa entered through a window and then she heard a voice that said "Welcome Teresa".

Teresa turned around and saw Rena standing there, she took of her mask and said "I really need your help Rena, so i accept your offer".

Rena smiled and said "I knew you would" then she turned around and started walking "Come we got alot of training ahead of us".

Teresa ran up to Rena's side and said "I would like to learn how to track first, i need to find my friend before it's to late".

Rena put her arm around Teresa's shoulder and and said "Ok, we will start with tracking".

'_Don't worry Connors, i will find a way to change you back' _Teresa thought.

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Hope you like it.


	9. Chapter 9

**Star-Spider vs Lizard (round one)**

After 4 days of training with Rena, Teresa was down in the sewers looking for the Lizard, but the sewer network was huge so finding him would be a problem, Teresa remembered Renas training that she should begin by searching for tracks.

Eventually Teresa found tracks but they looked old still she followed them, then she reached to a place that has several tunnels and because of the water the tracks ended there.

'_Well let's see if my spider sense can help me' _Teresa thought as she concentrated.

Teresa sensed something from one of the tunnels so she chose that one, she reached a room where she saw a huge machine filled with lizard serum.

Then her spider sense started tingling, she turned around and saw the lizard jumping towards her, she ducked in the last second avoiding the attack.

"I finally found you, nowhere you can run now" Teresa said ready to fight.

"You shouldn't have hunted me Star-Spider" Lizard said before letting out a roar.

"What exactly are you planning Lizard?" Teresa asked.

"You see that machine behind me, when it's ready i will unleash a gas around the city and turn everyone into lizards" The lizard answered.

"That's insane i will not allow it, i will stop you and then make you human again" Teresa said.

"Never, i will not become weak again, we are about to enter a new age, too bad you wont be alive to see it" The lizard roared and attacked.

The lizard struck at Teresa who ducked and punched him in the gut making him stumble back a little, however the attack did not hurt him but Teresa's fist felt like it was about to break.

The Lizard ran at Teresa again, she jumped over him only for his tail to wrap around her leg and slammed her against the ground and then threw her into a wall.

'_He is so fast and strong, i can't beat him like this' _Teresa thought.

Then Teresa looked at the machine, she needed to destroy it before it was too late, she saw some electric cables above it and got an idea.

She webbed up the lizard as much as she could before jumping on top of the machine, she shot web lines on the cables and pulled them loose.

When the cables hit the machine the serum was set on fire, then the machine exploded and the shockwave sent Teresa in to a wall, she could hear the Lizard roar in rage.

"Don't think you have won Star-Spider, this is nothing more than a set back, you wont stop me from curing the city" The Lizard yelled before disappearing.

However Teresa managed to collect some of the lizard serum, she wondered if Rena could help her create a cure.

Teresa returned to Rena's house and entered, she found Rena's in the training room meditating.

"Welcome back my student" Rena said as she got up.

"The Lizard is planning to turn everyone in the city into lizards, i managed to stop him but he's still out there, but i got some of the serum, you think you can help me create an antidote" Teresa said giving Rena the serum.

Rena smiled and said "This could be an interesting challenge, let's get to work".

'_Don't worry Curt, i will save you' _Teresa thought.

.

**Hope you like it, sorry for the late update i have been busy with my other stories.**


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